UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) December 9, 1999 001-13836 (Commission File Number) ------------------------------ TYCO INTERNATIONAL LTD. (Exact name of registrant as specified in its charter) Bermuda Not applicable (State of Incorporation) (IRS Employer Identification Number) The Zurich Centre, Second Floor, 90 Pitts Bay Road, Pembroke, HM 08, Bermuda (Address of registrant's principal executive office) 441-292-8674* (Registrant's telephone number) ------------------------------ *The executive offices of Registrant's principal United States subsidiary, Tyco International (US) Inc., are located at One Tyco Park, Exeter, New Hampshire 03833. The telephone number there is (603) 778-9700. ITEM 5. Other Events On the evening of December 9, 1999, Tyco International Ltd. (the "Company" or "Tyco") read wire reports that six purported damage actions on behalf of putative classes of persons who purchased Tyco common shares at various times since 1998 had been commenced in federal courts in New Hampshire and Florida, alleging violations of federal and state securities laws and the common law, against the Company and certain of its officers and directors. The complaints reportedly allege that these defendants published materially false and misleading statements concerning Tyco's financial condition and future growth prospects and that insiders sold stock to the public prior to the disclosure of the adverse alleged facts at artificially inflated prices. As of this time, the Company has not received the complaints in such actions nor does it know whether they were the only such actions filed; this disclosure is based solely on wire reports. The Company and the individual defendants intend to vigorously defend against all such actions. The Company cannot predict whether additional suits will be filed. -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TYCO INTERNATIONAL LTD. By: /s/ Mark H. Swartz --------------------------------- Mark H. Swartz Executive Vice President and Chief Financial Officer (Principal Accounting and Financial Officer) Date: December 10, 1999